Summary of RAMTRON INTERNATIONAL CORP

ITEM 5.02 Departure of Directors or Certain Officers; Election of Directors;
Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.

(c) On May 7, 2012, the Board of Directors of Ramtron International Corporation (the "Company") appointed Gery E. Richards as the Company's Chief Financial Officer. Mr. Richards, 60, is responsible for directing all aspects of the Company's financial management and reporting.

Mr. Richards joined the Company in 2004, became Controller in 2008, and was appointed Interim Chief Financial Officer in October 2011. Mr. Richards has more than 30 years of financial management experience and possesses deep knowledge of the Company's business and financial operations, including financial reporting and the treasury function. Mr. Richards began his career as an auditor with Price Waterhouse and later served as an auditor, financial analyst, controller and cost accountant for Martin Marietta, Digital Equipment, United Technologies and Apple, respectively. Just prior to joining Ramtron, he was vice president of finance at Facilitek Office Systems and vice president of finance at Photo Stencil Corporation. Mr. Richards is a Certified Public Accountant and holds a Bachelor of Science degree in Industrial Management from Purdue University and an MBA from New York University.

Under the terms of an offer letter between Mr. Richards and the Company (the "Offer Letter"), Mr. Richards will receive an annual base salary of $175,000 and is eligible for an annual incentive compensation equivalent up to 40% of his base salary based upon the Company's achievement of key objectives, which are anticipated to be provided in a 2012 incentive compensation plan to be adopted by the Company's Board of Directors.

In accordance with the Offer Letter, Mr. Richards also received a stock option grant of 65,000 shares of the Company's common stock. The stock options will vest in four equal annual installments beginning on May 15, 2013. In addition, it is expected that the Company will offer to enter into a change of control agreement with Mr. Richards at a later time, in accordance with terms to be determined by the Company's Board of Directors.